Balefire I
by Forty2Times
Summary: Now that the Cabal is gone, Balefire finally able to do its work...until the Sanctuary thinks they're the bad guys.  New characters, new conflicts, new relationships.  Be kind, my first fanfic.  Will/Oc and Henry/Oc  not slash
1. Chapter 1

**Disclaimer: I don't own anything, anyone on Sanctuary or Sanctuary itself. Please don't sue.**

**Thanks to Sanctuary Fan for being my Beta on this first chapter. Here's to many chapters more.**

**Please review, this is my first fanfic and I need happy words.**

**Chapter One: Blood of my Blood**

The sky in Dublin, Ireland was cornflower blue on that Sunday. Will hoped the air would stay fresh until he could finally meet the woman who looked exactly like his mother.

Ada O'Malley. Sister of Amelia Zimmerman, the only person left in his entire family. The woman who happened to be the head of a new crew, not unlike the Cabal: "Balefire." Magnus had shown him a picture three weeks before, nearly giving him a heart attack. It was his own blood, someone he didn't even know about, that was spearheading experimentation and the execution of abnormals in the world. And now he was there to pretend to be part of the family.

For the first time in years, he wanted to cry.

"William?" that voice pierced his chest. He turned around in the tea shop to look face to face with Ada O'Malley.

He cleared his throat. "Uh, yeah. Come, sit down." She was timid, looking at him oddly.

Then she smiled, showing a few crooked teeth on her bottom set. Light red hair tossed onto her shoulders as she took a seat across from him.

"I'm so sorry for staring, but…you look exactly like my father. There seems to be no Zimmerman in your blood." Will gagged on his tea, letting out a spray of Earl Gray.

"I guess I should take that as a complement, seeing as I never met the guy."

"You should. Now boy, tell me about you. Better yet, tell me how you found me." Her green eyes were full of curiosity, not missing a beat. Every inch of her body was meticulously draped, her hands no longer moving, no tapping of the feet. She was a pro, he could tell.

Will took a sip of his tea, and looked outside the window at Henry eating out of a hotdog cart with Kate. They were bickering at each other, throwing condiments all over the place. He let out a small smile before turning back his attention.

"Helen Magnus." He said. She hung her head for a moment before letting out a whimsical laugh.

"Of course. And of course, you're here to check on my evil shenanigans. Well William, let me tell you right now since the werewolf and the trigger happy girl are a bit busy at the moment, you should have brought better back up." Her accent flipped around the edges in amusement. Two men and a woman stepped forward from different parts of the shop, none of them clad with any weapons. Ada smiled at Will before reaching her hand out to his.

"It was a nice try, whatever you had planned. It could have been different, you and I. You remind me so much of Amelia."

But she didn't remind him of his mother at all. Amelia Zimmerman had been warm, like a summer day. Ada…she was a snake.

Will looked out to the window one last time to see Kate punch Henry in the stomach and laugh before blacking out.

**Whadday think? Let me know!**


	2. Chapter 2

"Die Hank, die!" Kate let out a battle cry, dumping a vat of mustard over Henry's head. The poor hot dog vendor just stood there as the two Americans threw his food at each other. Soon enough, as the two 'back up' agents stood in the street, smelling like a dog with the works; they knew it too. Henry guiltily took out his wallet and handed the vendor a hundred dollar bill. The vendor raised an eyebrow.

"C'mon man!" he groaned, before taking out another hundred. Kate let out a triumphant laugh, slapping Henry on the back. It took her a moment to bring herself together, and another moment for her street senses kicked in. Something was wrong. There was no check in from Will, not even a radio beep to make sure he was still okay.

"Henry, did Will check in at all?" she turned to Henry. Henry's eyes widened in realization, before they both turned at the same time to the Dancing Mushroom Tea Shoppe front windows. No Zimmerman. Henry took out his tablet, and pounded on it a few times before biting his lip. Kate looked at him, looked to the tablet.

"Uh, care to share Hank?"

"Depends on if you wanna get fired."

He tilted the computer over to her, showing an areal map of the city, then zooming out to the country of Ireland. Two dots were positioned across the street from the tea shop, with no others from the Sanctuary around.

Kate looked to Henry, "Shit," and took out her cell phone. No signal. Henry did the same. No signal.

He stomped his feet on the ground before letting out a groan. "Where the hell did they come from? I scanned ever frequency in the area and nothing! They shouldn't even be able to tap into our networ-"

"-Hank! Concentrate! Can you track Will?"

The mustard and relish covered werewolf shrugged in defeat. "And there's no way to get to Magnus or the UK Sanctuary to alert them. We gotta get sights on him, that's the only way."

In the instant Kate turned back to the tea shop, a petite woman in a red pixie cut accidently locked eyes with her. She quickly stuffed something into her messenger bag, before awkwardly speed walking away, looking back at Kate and Henry every few moments.

They took off running.

People in the streets of Dublin stopped in annoyance as relish sprayed off the two Americans and onto them. Henry, biologically faster, was leaps ahead of Kate by the time he caught up with the woman. The alley was wide, covered in ivy.

"Why are you following me?" she said, frightened. Her deep English accent matched her bright pink shift, giving the illusion of a freshman at the university. Henry grimaced before stepping forward.

"Why were you running? Did you see something bad happen to a guy in that shop?"

"What are you talking about?" She started tearing up. "All I did was pay for my hot chocolate, and leave and suddenly you're chasing me. Are you going to hurt me?" And suddenly Henry felt like the biggest jerk on the planet.

"Look, I'm sorry. I can give you a lift back to…"

"Creepy guy giving the teenager a ride home? Yeah, I've seen that horror film a bunch of times. Not liking it."

Kate finally caught up, huffing and puffing. She took one look at the woman and let out a sigh.

"Jeez, you're a kid. Eh. Did you see a guy get pulled outta that place, or escorted out?"

"For the last time no! All I did was buy a hot chocolate and go. Please leave me alone!" She stomped off, converses getting dirty on the street.

"Well then Miss Freelander, way to be a creepy stalker. Scare the kid."

"Hank, she was a suspicious individual. And creepy anyway with the bo peep pink and her non existant hot chocolate."

Henry opened his mouth to retort, then closed it. A light bulb went off in his head.

"She said she was a teenager-"

"Looks like she's sixteen-"

"But with a frosh Dublin University sticker on her bag."

"So Hank? Got a point?"

"My point is, if she's eighteen, why does she have fresh chocolate Irish crème on her breath? Legal drinking age in England is still twenty one."

For the second time that day, they both slapped their heads and took off running again.

"What was I supposed to do, taser them both?" Spinner sped down the street, converses slashing in lone puddles. "They took off running after me-"

"Because you were sloppy kid-"

"—stop calling me kid! I am not a kid goddamnit, I'm older than you—"

"Well whoopy de freakin' do Miss Einstein, you still could've gotten caught. Now just get back to base with the shrink's blood sample and back to the lab with you."

Spinner rolled her eyes, her 'superior' on another power trip.

"Anything else Parker, or am I on your shit list?"

A laugh erupted on the other end of the phone, and Spin wanted to pantomimed punching him in the face.

"Can you describe the Sanctuary agents at all?"

She stopped and thought for a moment.

"Well, the guy was cute."

The girl ended up going into a giant building, not unlike the Sanctuary, only more modern. Instead of old stone, the outer walls were a marble imitation, made of a smart plastic. Henry spent a good five minutes stroking the wall like a woman's body. At the point when he touched his cheek to it, Kate smacked him in the back of the head.

"Will you be serious Hank?"

"Dude, it's nano matter. Do you know how alien this is?"

She rolled her eyes, before staring straight into a camera sweeping the area. "Shit," she rolled to the ground, but not before Henry fell to the ground. She reached out to grab him, only he was sucked into the ground like quick sand.

In that moment, her cell phone shook to life with an unknown number.

"yeah?"

"Well Miss Freelander, I'd like you to set up a meet with your boss-"

"Who the hell is this?"

A maniacal laugh met her at the other hand of the phone, followed by a pompous sigh. "Your cell phone will work now, all other numbers blocked. You have a day before Dr. Zimmerman meets a painful manicure with a pliars." She felt herself tear up, before kicking herself.

_Be strong Kate._ The man hung up the phone, and the device left up a lound CLICK. The screen had dialed Magnus's number automatically.

She thought about how much she missed Henry.


	3. Chapter 3: Questionable Loyalties

Hiya, glad you're back. Thanks to Sanctuary_fan for being such a great beta.

Reminder: I don't own anything about Sanctuary, so please don't sue me

Reminder: I do own Balefire and the original characters within it. If you want to use anyone I've created, please let me know.

Please review! I want to know what you think!

Chapter 3: Family Traditions

They had beaten him, stuffed him into a sedan and drugged him with something that made his mouth taste like cotton balls. And when he finally awoke, he was underground in what looked like a cave with office furniture. On a plush oriental style couch, his body stayed on while his limbs had been slowly slipping off. Drool left a small spot on the cushion, next to one of his contacts that must have fallen out at one point.

His mother's sister was waiting at her desk, across the room. She smiled at him with a warmth that frightened him, a dangerous woman that acted as if she were an aunt that baked cookies and knitted sweaters for him.

"You are confused. Would you like me to enlighten you?"

He tried to speak, only his throat felt raw. After a few tries, his voice came out sounding like Clint Eastwood's. "In the enemy stronghold. If only Henry could see what the Evil Empire looks like from the inside. Disappointing."

Amelia pursed her lips together, so like Magnus, and let out a cat like grin.

"Not quite."

"I take it you're impressed William?" Amelia cooed a few steps behind him. The click clack of stilettos against marble reminded Will of Magnus in the Sanctuary. Like his first steps into that new world, he was astounded by the impossibility of all there was to see. This place—Balefire, for no seemingly reason — had a main floor far larger than the Sanctuary's; with a large 30-foot diameter cradle of tissue thin computer screens. Every so often they would flicker pictures back and forth, surveillance of the grounds or numbers moving back and forth in no apparent pattern. The walls looked like raw pink quartz, rough to the touch and it seemed to have a pulse. Residence rooms covered every inch of the domes, including a large eighty foot circle of Pyrex glass that encased what Will assumed to be a dragon.

Will looked up and pointed, "What's his name? We have a smaller one named Steve. He hasn't grown wings yet."

Amelia smiled before clapping her hands together twice. The glass slid back and the dragon cried out with joy before descending upon the ground with a great _clack!_

His scales were pure black, shining in all colors as he moved back and forth in a playful banter.

"Will, meet Weritas."

Weritas opened his mouth to reveal five sets of ivory teeth.

"Uh, hello Weritas."

He moved forward, letting his arm fall a foot away from the dragon's mouth. A long snake like tongue slithered out and flicked back and forth across Will's skin to smell him. Weritas let out an angry cry and with a great gust of wind, flew back into his cell.

"What the hell was that?"

"You smell too much like something he does not like. Too much time in the Sanctuary, with that many scents mingling. A bit too much for our residence hyper accelerants to handle."

They strolled out of the great main hall and into a tunnel that seemed to be moving deeper and deeper into the ground. Pink stone began to radiate heat, and finally as the electric lights stopped coming, the walls became their own light. Will remembered Henry trying to get Magnus to do the same thing, and vaguely recalled the werewolf tech showing samples of ugly rock getting hit by various lasers. The concept was flawless energy, not depending on electricity, gas or fossil fuels. One pitfall, the main one that caused Magnus to tap her shoe on the ground and go "Oh Henry," was if the frequencies of the lasers didn't adjust with the frequencies of the rock, it became unstable and… well, the result felt like getting hit by a round of rock salt out of a shotgun.

Apparently their tech guy figured it out.

"This place is…impressive. But still wrong. We've seen the pictures of your experiments."

Amelia bit her lip, quivering for a moment in nervousness. His mother had had the same nervous tick, one that weird out most people. Will had never been able to figure out how it was fueled, a masochistic tendency that was also a nervous kinesthetic gesture. The snake of a woman, who looked just like her, somehow had an identical tell.

The shrink in Will was fascinated.

The emotional being in Will wanted to kill her.

"You are mistaken Will. The type of things we do here are a bit…unorthodox, but they are not against the rights of sentient beings. Please believe me when I say—"

"We were given a picture of an abnormal called a Madusanes. Normally, she would look like a woman with snakes in place of hair. Only the snakes were gone, and her brain had been dissected for the overlaying tissue inside of it. Evidence on the corpse showed she was alive during the procedure."

They stopped walking, and stood in front of a short, wooden door. The brown stood out from the soft, glowing stone walls.

"What is this?"

She put her hand on the door knob, and bit her lip.

"Something you need to see my nephew."

"Why?"

"Because I am not on the wrong side of the tracks my boy. You are."


	4. Chapter 4: Henry in the Lab with a Crazy

**Hope everyones having a good time for the Holidays! Thanks to Sanctuary_fan for beta-ing this chapter, and the encouragement to do more. Thanks for the reviews! It means a lot! And thank you for setting me straight on the geography problem on chapter 2: I tried to make it as accurate as possible, but unfortunately I'm from the United States lol. I'll try to be better about it next time. As for the legal drinking age in Europe being eighteen: damn. That sounds awesome.**

**Please Review, any suggestions are greatly appreciated!**

**disclaimer: I don't own sanctuary. Damn. But it's true.**

**Chapter 4: Spin away Spinner**

"—he's cute—"

"—but older—"

"—just your type—"

"—don't push it Gigi—"

Henry's head felt like spring break in college again, with a hangover to rival all hangovers. Only this time he didn't have the fun part beforehand.

Everything was still fuzzy, all dim shape. But he could smell the room, the metal and plastic, and his favorite sound of computers humming. And the smell of lemon bars, always reminding him of some faint memory of his childhood. There was a dark figure standing over him, looking at him.

"Kate?" He mumbled out, taking inventory of his limbs, to see if anything was broken. From the type of shock he got from the perimeter, and suddenly sinking into the ground, he figured he was lucky to be alive. Freelander must've managed to pull him out—he'll never hear the end of _that._

"You shouldn't move too much too soon. You got a full hit from the shield." A soft voice came from the dark figure; no way it could be Kate's. "It was programmed to knock out harmful non humans. We forgot werewolves. My bad."

He rubbed his eyes and finally his vision got clear. The girl from the chase was standing there, only a dark red now, going down to her elbows. Her small body seemed to be swallowed by a giant Stargate Sg-1 t-shirt and a pair of cords that were two sizes too big. Henry noted the wire burns on her hands, mirroring his own hands. She was a tech.

"Who are you? And why am I here?"

The girl shyly looked down, her hair covering her face in a cloud of snarled gold. She couldn't be more than eighteen or nineteen, but had to be older. Details of the day came back to him slowly, telling him she was older than twenty-one. Even though, if she tried, she could pass for fourteen.

"My name is Spinner. And you're here because I need your help with something. Kind of lucky you ran into us, since I hit a road block with a program and my friend Joey said you were the best with this type of thing."

Henry opened his mouth to say something, and then closed it. He thought for a moment.

"Let me get this straight: you and you're friends kidnap my friend, me and my friend run after you and your friends and you in turn kidnap me and both of my friends."

She stifled a giggle.

"Uh, sorta. Your girlfriend, I mean, uh, the girl, who was your friend, since you said 'me and my friend' but she's a girl, never made it through the aletha-sand. Caught a break. Pulse the shield didn't hit her at all, like you were. If she had tried to take you to the hospital, your arteries would have imploded before the ambulance arrived. If we had left you up there on the lawn, you would've reacted with all the unhuman radiation repellers up there and changed into a wolfie. Not so great with the neighbors." Her hands were constantly moving, with a gaze unable to meet his eye from more than a moment at a time. Spinner spoke with a small voice, with a slight accent that sounded Tennessee-ish in the "there" pronounced as "They-yah" and "radiation" as "raaay-dee-aay-shuun."

Think Foss, think. She may be small, but she's still the enemy. And a small enemy in Sanctuary terms usually meant getting your ass kicked in unexpected ways, like trying to wrestle Pyrokinetic Mexican Jumping Beans into their habitat, or seeing what looked like a baby bush baby only to be an animal that could lift up a mack truck.

But could she? Attack him? She looked like a schoolgirl with a crush. Henry was never the object for a crush, but he had seen it plenty of times for others.

_Work it to your advantage._

_ Maybe you'll figure out where the hell you are._

"What's the program you need help with?"

Spinner let out a squeal of delight, before running out of the room for a moment. For the first time, Henry could see the complete tech room. The cot he inhabited was only a sliver of the giant atrium, at least forty times bigger than his own tinkering lab back at the Sanctuary. Machines of all shapes and sizes were on the floor, and covering every inch of the tables. In the air, rising at least forty feet up, were floating balls of gas, knocking into each other like a mobile going too fast. Every few minutes they would align like planets, and orbit a center ball.

He felt bothered, though he was in a paradise. He could smell earth, but couldn't see any sunlight.

Clip clops filled the hallway, as the sounds of Spinner's clogs got closer. Henry looked around the room, trying to find a sliver of sun. Where there's sun, there's a way out. Well, that was until he found out what the walls were made of.

Azkabaneum. Brilliant.

Well, brilliant for them. Fucked for him.

"Yeah, thought you might find that cool." Spinner squeaked from the doorway. She was carrying a large sphere with the outside of it looking like a computer mainframe.

Or a cerebral cortex for a giant computer main frame.

Henry forgot his mission in an instant and walked over like a kid following the Pied Piper. His hands grazed over in lovingly, seeing every techie's dream.

"How…how…how? This isn't even possible yet, and I've seen impossible. It's set up like a—"

"—spyglass, I know. We found a few parts in the desert about a week ago and I can't manage to crack the algorithm in the security measures. I can hook it up to regular computer and stuff but there's no way to get past that first really really long line of firewall code."

Henry suppressed a grin.

"Have you tried an organic computer?" He said, for once feeling proud of himself and not like a major dork for knowing something. The way her eyes lit up at the notion, he felt like a god.

Okay, a god in a prison, but a geek god nonetheless.

"No way! See, this is why it was fate that brought us together! Now you can help me out a bunch. You'll like it here, uh—"

"—Henry—"

"Right, and there's a bunch of hyper accelerated beings here too, not just the big bad wolf kind. It'll be a family right before you know it." She put her hand on his, and he could feel it shake. He raised an eyebrow. "We could be your new family Henry."

And suddenly he forgot the next generation tech in his hand and remembered he already had a family. The girl with the third grade crush sounded a whole bunch like a cult initiator.

"Hey, Spinner?"

"Yeah?"

"How long have you been here?"

She smiled, and thought for a moment. "They took me in when I was really little. Same with a lot of people here. Bad stuff happens to good people or non-people. That's why they started Balefire, to be safe."

_Balefire._ He remembered all the rumors from a decade or two ago, of the crazies with experimenting on abnormals, creating new ones. People that were driven insane. Cult members of the abnormal world, convinced that the abnormals were the new world order. Magnus investigated the rumors, but it wasn't until a few weeks ago that she ever got concrete proof.

Henry found himself marveling at how easy it was to get trapped in what was essentially Harry Potter's Azkaban Prison meets Manson's cult. Maybe he would get a secret decoder ring if he helped them out.

Until then, he had to find out what was going on.

_Survival at all costs, _Kate's voice rang in his ear. _Most of the time, when an undercover surveillance job goes bad, the Looney kind of bad guys don't capture you._

_ They kill you._


	5. Chapter 5: Really, Miss Freelander?

**Thank you guys so much for being supportive, and reviewing. Major props to Sanctuary_fan for making this chapter waaaay better than it was before. **

**Disclaimer: I don't own Sanctuary. But my birthday is coming up….in a few months.**

**Please review! Is this Kate too…soft? **

Chapter 5: _"Really, _Miss Freelander?"

It was her job to be steady, to have nerves smooth as silk. One wrong twitch of the eye could lead to an arms-deal gone wrong and one shaky hand could lead to a bullet hitting the wrong target. Kate Freelander had become a professional after being caught for a chump at the age of 21 years old. She had fallen hard for a man, given it her all and got swept up in the emotion of it and the adrenaline of the abnormal chase: in no way had she noticed him using her. Not until one morning, in the crisp Old City air, when they had gone smashing and grabbing an earth bending abnormal from another rival group. Constantine had assured her that it was fine, that there were minimal guards and there was no need for lethal force. And like a fool in love, Kate had believed him.

Fourteen guards against a three-man job. Her friend since juvie — Taylor — had gotten hit first. Square in the collarbone.

Constantine had looked expectant, like he had known it was a possibility. And the look he had given Kate had been that of a hunter out running his partner when the bear began its chase.

He had left her there. And she had been all alone. She had messed up, and compromised the first rule of a mercenary: emotions make you slower, they make you weak. You miss things. She had fallen in love with a man, someone who had been using her until the opportune moment: to throw her to the wolves in order to save his own skin.

She vowed after that, to never have to feel that again.

Until now.

Watch the shop. Her orders were to stay with Henry across the street and watch the shop. In order to preserve Will's life. Will had smiled at her, and sweetly touched her arm. "Glad to have a guardian angel," he said with that light in his eyes. It made her feel determined.

And that made her slow. Unsteady. She missed a simple thing, like a colleague in a teashop going missing. Then came the girl, who was questionable at best, and she just let her go so easily. And because of it, she and Hank just walked into a trap. Now…did she have a home after this? The bloodthirsty Cabal was supposed to be_ nothing_ compared to these people.

Kate raised her cell phone to her ear, and heard Magnus' cheerful hello. She wanted to cry.

Helen could not move nor speak. Will was gone. Along with Henry, the man who was a son to her. **The other child. **_We made mistakes, _Kate had whispered into the phone shaken. _We were caught off guard._

Just breathing. Part of her family was gone, again.

"Please Doc, I wanna get out there right now and help-"

"—_really_ Miss Freelander?"

The sudden silence felt like a slap to the face.

"You are dismissed Miss Freelander. A compromised mercenary is of no use to me, Will or Henry. Return to the Old City Sanctuary."


	6. Chapter 6: The Other Girl

**Hi! Sorry for so long, but here it is. Thanks to everyone who reviewed—please tell me what you think! And thanks to Sanctuary_fan for yet again saving me from utter destruction.**

**Disclaimer: I don't own Sanctuary or it's affiliates. **

Chapter 6: The Other Girl

"That was a bit much, don't you think?" Declan MacRae strolled into the office, cup of coffee in one hand and a computer tablet in the other. "Getting those two snatched was never her intent. Coulda happened to anyone."

Helen looked up from her desk and sigh. "I suppose you're right, but it happened to one of my people. They were joking around during a mission when they knew the stakes were high."

"No one thought that Will would be taken in daylight, in public and in sights of two Sanctuary agents. It wasn't Freelander's fault, and you know it." Declan put down his coffee cup and rubbed his eyes. "She's an asset, especially in retrieving Will and Henry from such a foe."

"You suppose she can get them back so easily?"

"You doubt her?"

Helen closed her eyes and thought back to a similar conversation, and what she had lost when caving in. She then thought to Kate's past success with the Sanctuary, and how after a particularly traumatizing experience, she referred to Helen Magnus's house as her home. And in such terms, Will and Henry were Kate Freelander's family as well.

But Helen Magnus knew in her heart she could not lose another daughter.

3 Weeks Ago

The smell of wild roses perfumed the tomb that held the Sanctuary's fallen child. All the inhabitants knew they were Ashley Magnus's favorite flower, ever since she was a child. Branches and vases filled the hallways, petals littered across the floors. Helen Magnus's heels made no sound against the petals, making her a ghost as she glided down the white corridor. With each step, she could see her beautiful daughter clad in white, leading the way.

"You could really make that promise? Because I couldn't. This is what I do; this is what I'm good at. And in order to do it, there are certain parts of myself I need to lock away. That's what it means to be a spy, and that is what I need to do to be a great spy. You love me. So what?" Henry's voice echoed across the room, whiskey smooth. Magnus could hear him take a few ragged breaths before continuing. She filled the doorway to the atrium holding Ashley's empty coffin, completely taken over by roses and her resident technical genius sitting against a wall, holding a book.

His eyes were red.

"'I love you October. Could you ever love me back?'" Henry's voice cracked, he dropped the book and held his face in his hands.

"God I miss you Ash."

Helen looked to the boy she had raised along side her daughter. As much as she loved him with all her being, she knew that he may be a son to her, but he was not a brother to Ashley.

"She might be gone, but she would still be angry if you did no finish the ending," Helen cooed into the room. Henry jumped a foot in the air, and instantly wiped his eyes. "After all, she had been looking forward to the fourth in series for quite some time. _October Skye with Love like Concrete Feet. _The author has quite the skill. Ashley always loved how realistic it was, how parallel to her life it fell. A spy unable to have a normal life, not knowing she was missing it until she met a boy. Yes, Ashley related very well."

She looked to the coffin at the center of the room, covered in small trinkets from various friends. Across one of the handles was a necklace that had once been around Kate Freelander's neck, with the engraving _to the angel in my life, from your loving father. _One of the only things Kate had left of her father, and she left it on the tomb of a girl she had only met once. A small post it circled the chain with the scrawl _it would've been quite the battle blondie. _

"She always brought in a good haul in any holiday. I dunno why this is any different," Henry grumbled. "Plus she said she'd wanna know the ending to the October Skye Chronicles no matter what."

Helen had always known Henry had a crush on Ashley, ever since they were teenagers, but never did she know how truly love sick he was. He had dated few girls, but nothing serous. She could tell that even with the Lycan named Erika, he felt guilty for some reason. And that reason was her little girl.

For a moment she pictured what Ashley's life would have been like, had this love gone into full bloom. A wedding, grandchildren, her life could have been full.

Now what was left was this boy. Just like Ashley's favorite book characters, October Skye and her love Jax Hartnell.

But now there was a new woman in Helen's house looking at Henry, and she did not know if she liked it. If Henry and Kate fell in love, where would that leave Ashley? Is she replaced in Helen's heart with time? How could she ever let that happen?

"You're a good man Henry. And she knew that."

He looked up at his boss and sigh. "I feel like I have concrete feet."

Helen smiled at the thought, knowing what that gut wrenching love felt like.

"I know exactly what you mean."

Now

"Magnus?"

She looked up at Declan. "Yes, sorry…you're right, Kate is fully capable. Send her back on the case. And get her to patch me up with this monstrosity of the place they call Balefire. We're getting our people back."


	7. Chapter 7: the things we never knew befo

**Hi! Well, to whomever may still be reading this **** Please review and let me know what you think so I can improve my writing. Thanks to Sanctuary_fan for making this readable.**

**Disclaimer: I don't own Sanctuary. That belongs to other people. **

Chapter 7: The things we never knew before

"Miss O'Malley, I believe we need to have a talk." Helen Magnus calmly spoke through the phone. In reality she was tapping her foot back and forth against the hardwood floor of her office, a habit her father had tried hard to rid her of when he home schooled her. And yet, over a hundred years later, it still resurfaced during the worst of stresses.

The O'Malley woman over the phone had a whimsical voice, yet with a razor sharpness that lurked underneath.

"The address is "Doctor" O'Malley_. _And how may I help you? I believe that all outside calls are to be first delegated through my assistant Parker Crenshaw. However did you get my number?"

"The resources at my disposal are very vast _Miss_ O'Malley. We tend to learn from experience and adapt here at the Sanctuary."

"Yes, my nephew told me all about the Cabal's attack upon you. I am sorry for the loss of your daughter and our lack of interference in the matter. It will not happen again."

Helen's heel ground into the floor.

"You're lack of interference? Last I checked you are not the police of the abnormal world. From what I have seen, you are no better than the Cabal. Now stop beating around the bush, I want my people back."

A soft laugh came through the phone.

"Doctor Magnus, I have already given young William the choice of leaving. He declined after we had a few words. As for your Hyper Accelerated Protean, I'll just have to be borrowing him for a bit longer. He's helping one of my people with a little project."

"You gave him the option of leaving. What is that supposed to mean?"

"I explained to him who I am, what I do and… well, Doctor Magnus, some things about you he should know. After all, he needed some comfort after the ordeal he has been through. Contacting a greater power using a mockery? Losing, what was her name, Clara Griffin? Or especially, and he took a great interest in this one, the circumstances around the death of my sister, his mother."

Helen couldn't breathe.

"You're lying. He would never turn—"

"He's with his family Doctor Magnus. You'll get your Mr. Foss back if he wishes too; he seems like a loyal pup. As for the massive strike team you are planning against the Irish Balefire, do not bother unless you wish to see another earthquake rivaling the ones we used to clean up your mess with Kali."

Click.

She was left in her office, utterly alone.

Kate knocked on the door, a gun in her holster and biker gloves pulled tight.

"You ready to get the nerd and the wolf boy back?"

Helen looked up.

"Yes. Yes."

He would never turn. Never.

But if she told him…

No. Never.

**Please let me know what you think! It's a self esteem booster **


	8. Chapter 8: Friends now Enemies

**Please tell me what you think!**

Chapter 8— Warehouses, Girls, and Friends now Enemies

"You said you found this in the desert. Which one?" Henry asked while Spinner chewed on a piece of beef jerky while stripping thick green colored wire. They had been working on the large sphere of a computer brain for the better part of two days. No sign of Will, no sign of Kate, no sign of Magnus. Only Henry, the crazy pipsqueak of a girl and residents that snapped their teeth at him in passing. During dinner the night before, he had tried to put a fork into his sleeve to pry one of the security wires out later. One of the guards following him around had caught him and tazed him. When he told Spinner, she had just shrugged and told him not to steal cutlery anymore.

He figured he might as well get as much info as possible before something really bad happened.

"The Sahara Desert. Nothing so fantastic, it was on a dig. We figured it came from one of the past Warehouses down there, or something else." Spinner took another bite of jerky and zipped the sheath off one of the wires with a big ZIP! "All the boss lady told me was to get it going no matter what. It's going a lot faster with you here."

"_Warehouses_?"

Spinner looked up and her eyes turned violet in surprise.

"Uh. Oh. You didn't know about that. Uh. Well. Uh. Warehouses. Where they put stuff charged with energy."

"Like nuclear or different radiations?"

"Somewhat. We're all born with it, the potential to effect objects with our own frequencies made up from our brain waves and stuff that—"

Henry held up and hand. "What?"

"Sorry!" Spinner started to nervously laugh, and that turned into a wheeze. "Uh. I get a little ahead of my brain sometimes. Think of Harriet Tubman's thimble. She poured her hope of freedom into her quilting, hoping so much to look like someone else in order to get to a place where she could be herself. The thimble now allows people to shape shift. Stuff like that. We don't really get involved. So this beauty here may have been stored in an old Warehouse and got lost as the Warehouse died in the desert. Anyway, we got to the dig sight before the Warehouse 13 people got there so we could nab it. They woulda just put it in a box and left in a shelf forever anyway. Now we're gonna get it up and running so it can help out the Balefire network. Or so they tell me."

Henry put down the wrench he was holding and sat down, absorbing the information that just entered his brain. He was a genius, but even sometimes genius had its limits.

"So you're saying that there's a place where all the creepy haunted stuff in the world goes?"

"Yeah."

"And the brain we're working on used to be in one of these old warehouses?"

"Yeppers."

"Then where did the brain come from in the first place?"

Spinner stopped and cursed under her breath.

"Dunno my man, dunno. I do what I'm told. And you should too."

"Or else what?"

She looked at him with big doe eyes that reminded him of his girlfriend Erica for a moment. They went from violet to a soft blue.

"You don't want to tempt fate Henry. Your friend already signed on with us. You should too. This could be a home Henry. You could…be here with…me?"

WAIT…WHAT? Flashed in Henry's mind.

"Will would never do that. We've all seen what you guys do, pictures and bodies. This is the same type of thing the Cabal was doing before we stopped them. But not before they took someone from us. Magnus would never let that happen again, and Will would never join the Evil Empire."

Spinner sigh, her body looking frail under the oversized clothes she donned. Henry wondered what she would have been in a different life, who she could have been.

"This place isn't the Evil Empire Henry. And the boss lady explained that to your friend and now he's with us.'

He ran a hand through his hair, a nervous tick that Ashley always nitpicked whenever he did it.

"He would never turn. Never."


	9. Chapter 9: Light

**Chapter 9 -Light**

Will stared at the picture in his hand, the same he had been staring at for the past two weeks. How insane it was, that a single picture out of all the other evidence was enough to destroy a living image he had of the woman he looked up to the most. His mentor, his idol, an occasional hot dream subject…a woman who had saved him from a monster that murdered his mother…. supposedly.

He was in a den not like Magnus's office, with two worn leather chairs and books that smelled old. The light of the sun was blocked out by UV ray protected glass, designed to help the office owner's own little problem with the daytime. Free from pictures, free from mirrors, this was a woman who never looked back.

"Why look back at all Will? There's only the future left for us," Katerina called from the door of the office, two glasses of wine in hand. She sauntered with long legs and high heels, deep red hair reaching down to her elbows in elegant waves. When Will's Aunt Ada first introduced them, a week after he had arrived at Balefire, he felt as if in shock. Such a strikingly beautiful woman and smarter than he could ever imagine, he knew it was a lure from Ada to try and soothe his pain over the Sanctuary and to keep him there.

It worked.

"Didn't anyone ever tell you that unsolicited telepathy is quite rude, young lady?" Will asked, taking a glass of wine. Katerina smiled, dark blue eyes sparkling.

"You say that but don't attempt to hide what you're thinking now, now are you?" She threw back, unblushing at the mental image in Will's mind of, ahem, private things. Done with her. To her.

"You said to be completely comfortable in your office," Will reminded her, grinning. He put the picture in his hand onto the coffee table next to him and sighed. After all the things his Aunt had shown him, the eye opening he had…was he trading in one slaughter house full of liars for another?

"Can I ask you a question Katerina?"

"Yes."

"Henry…"

Katerina bowed her head. "Spinner, our tech, reports a refusal of progress. Of course he's working, but she's telling me that he's not working nearly as fast as he could. A snails pace. He still wants to speak to you as well."

Instantly, Will's stomache filled with rats. He knew exactly how Henry Foss would react to his defection without hearing the facts, hell, even hearing the facts. The HAP grew up in the Sanctuary; with a lost nearly lover buried there, a mother figure always to help him and the Big Guy as the father that no one had ever dreamed of. A home, an odd upbringing, but a home that had taken him away from the Moors of Scotland to be raised where he found his love of technology. A place where he could fit. Nothing Will told him would ever stick, even if he shows him the records and the evidence.

Nothing.

"I wish he could see what I've seen Kat. God, I wish he could see what I've learned of Magnus." He took a long gulp of wine. "I feel so alone in this."

Katerina stepped forward and put down her glass. She then pressed her hands against Will's chest and breathed into his ear, "Of course you're not alone. You have me."

He chuckled and brushed his hands up and down her silk blouse and onto a flat belly. The image of Abby brushed his mind for a moment before it was pushed down by something greater. Something grander. Something more immediate.


	10. Chapter 10: The Special Facility

**Chapter 10: The Special Facility**

"You are capable of so much greater and yet you do nothing."

Henry closed his eyes for a moment before opening them. The girl, Spinner, was there again to check up on him as she did constantly. Her crush kept him from being reprimanded and punished for his disobedience, but it was only going to last so long. She was catching on to him, how slow he was going at his work. For an imbalanced, uneducated girl, she was smarter than he first thought. She acted naive a lot, asked him questions to answer and said "wow!" a lot but he could tell by the way she put numbers on a chalkboard with such grace that she was hiding herself as he was.

He looked up at the small woman—26 years old, he had learned—with long black hair today that was in two braids. Her eyes were big and wide, childlike but scary. She saw things he wanted to hide. Like his disgust for the place he was in, his unrest at wanting to go home and his impatience at Will to wise up and get them the both the hell out of Balefire.

"We both know that you can do so much better. Why won't you?" She asked, a hint of hurt in her voice. She walked to him, and put her hands on his shoulders. He tried not to flinch and an image of Kate filled his mind for some reason. As she began to knead the knots out of his shoulders unsolicited, Henry filled his mind with someone else to endure. When she stopped, she went around him to look at the memory column he was working on for the giant brain she still told him nothing about. "It's brilliant, what you're doing. But this is only how far you've gotten? You know Ramos; he'll 'encourage' you if you don't start picking up the pace. I don't want anything bad to happen to you Henry."

Ramos. The Jackal. He had given Henry a black eye the first week there for not showing proper 'respect' to a peacekeeper of the facility.

The jackass.

"Of course not. You don't want anything to happen to me, that's why you haven't let me see goddamn fucking sunlight in half a month!" Henry gruffed, throwing his screwdriver onto the table. Spinner lept back a foot, tearing up.

"Henry, I'm so sorry. But you know that this is important to us, that we need to get it done as soon as possible or the other facility will die without it and please don't be mad I want you to like me…"

Henry looked up at her and mentally kicked himself. She wasn't so bad, she was only taking orders and she was misguided. And useful.

Wait.

"The other facility will die? Is that what you said?"

Spinner flinched. "Uh. No. That is not what I said."

Henry got up from his stool and walked to her. He got closer and could see her start to shiver. He had never had an effect like this on a girl before but was beginning to jackass-ly like it.

She slipped up. Only for a moment but she had slipped up. The technology they were working on was far too advanced for it to come from today and the warehouses that she had blurted out before had to be the answer. But a place that would die without a giant brain?

"Please. I want to know. And I promise to work harder." He tried to soften his voice, remembering Ashley Magnus's guide to getting out of a speeding ticket. 1. Soft voice 2. Touch of skin 3. Smile.

He stroked the inside of Spinner's wrist, feeling the heat of her body and smelling lemon grass for some reason. She looked up at him, her eyes lavender that day.

"It's the heart of another facility. A special facility. One that the Cabal nearly destroyed during the Sanctuary War. We have to transplant this brain into that one." She whispered, and then bit her lip. He kept on looking at her like she was the center of his world, feeling like a world-class scumbag. But he kept looking. She continued, "It's a special place. Old. Very old. But very important. A doorway—"

"_Kasee!"_ A voice screeched from the doorway. The head of mission duties, Parker, was at the doorway. He glared. "So…trying to get into her pants for information. Real smooth co-patriot."

Henry stepped back from Spinner who looked at him as if for the first time. "For information…" she repeated. "For information…"

Henry took a breath and rolled his eyes. "I'm sorry. It's not like you're holding me prisoner here or anything. And I'm the tech guy and I'm trying to fix the heart of a facility that will die without it and I don't know ANYTHING ABOUT IT SO FUCKING SUE ME!"

Spinner and Parker looked at each other. Parker burst out laughing and gestured to Spinner. "Tell him. Worst case scenario we just kill him." And walked out.

Henry looked at Spinner who was slightly seething from the 'get into her pants' comment. She took a deep breath.

"The place is a doorway. Simple."

"A doorway to what?"

"Wonderland."


	11. Chapter 11: An Attempt to Tip the Scales

**Hiya—hope anyone is still reading this. Sorry for the long pause. Please review and tell me what you think.**

**Chapter 11—An Attempt to Tip the Scales**

One month. One month since her second in command defected. One month since their tech was stolen. One month and it still hurt.

Helen Magnus had been around town for quite a long time, lost countless lovers, friends, and companions but never before had it stung like this. Will was not returning any attempt at communication, Henry had fallen off of the map and Kate was working herself to the bone to try and get into the facility in Ireland. With no luck. It had been quite difficult when Henry's long distance girlfriend Erika had called frantically, terrified that he had gotten into an accident. Magnus had to tell her that he did.

"This seems oh so familiar my dear." John walked onto the roof where Helen stood at the edge, feeling the wind glide up and down her body. The closest she could ever get to flying. "Only this time, the choice is not the one you wished for."

She turned to him, and was surprised to find that he was still there. He had arrived a week earlier when word went out to the other houses of Will's betrayal. And he had stayed with her during every moment, just like how it used to be during the beginning of their courtship. Handing her tea, folding a blanket over her when she fell asleep, kissing her hand.

She was not a woman terrified of many things but this, this was so much worse than anything she could ever imagine. To see John Drewitt back to the way things were after so much blood and gore, and to let him back in: she knew it had to be the Will and Henry situation. Making her crumble. Letting him worm his way into the fault lines of her foundation.

"Yes, it is quite familiar. And yet again…" she faltered. "And yet again…entirely my fault."

**HENRY**

"Well…a door to…Wonderland?" He grasped. Henry Foss was the first person to tell you that Henry Foss was a guy open to just about anything, still convinced that the two powder white guys that invaded the Sanctuary a while back were…_not from this world…_but, "Wonderland?"

Spinner stood in front of him with a hopeful expression on her face. "Wonderland, as in, you know, Alice in Wonderland. There are a whole bunch of different Wonderlands, bad ones and good ones, but this is the one—we believe—with the Empire of Hearts."

Henry squinted at her, as if trying to find a flaw in her brain, then considered all the things he had seen in his time and even in his time in captivity. Levitating tables from experiments gone wrong, cabinets that acted like transporters—to which Spinner had informed him that C.S. Lewis was once a resident—and all different forms of abnormal life he had never seen before. They were creepy ass bad guys but they were cool creepy ass bad guys. _Dude, _He told himself,_ find a different word that 'ass.'_

"How does it work?" He asked. She looked at him like he was an idiot.

"With a looking glass," She said slowly. "And the brain turns the looking glass on. And powers all this other stuff, but mostly the looking glass." Her voice was getting higher and higher with enthusiasm, making him want to leap back and protect himself. He stood still.

"And what could you guys want with 'The Empire of Hearts?'"

She looked at him again like he was slow. Her eyes turned a bright orange, freaking him out with his fear of the Twilight vampires.

"For the tech, of course."

Henry couldn't move. _For the tech, of course._ The kind of people that would build a giant brain, a 'looking glass' and all that jazz. Of course there's tech—

"And we could discover it together," She stepped closer, putting a hand on his chest. He looked at it and tried not to flinch. She was brilliant, she was innovative but there was something about her that made his skin crawl. But she kept him from getting ganked….

He bit his lip and thought, _I'm sorry Erika._

"Yeah. That would be great."

**Will**

Will deepened his kiss with Katerina, deep and deep and deep and he felt like he was falling into the soul of the vampire he was about to make love to. She was smooth and soft and radiated an energy that pulled him in. As she sat onto his lap, pushing closer, the picture that he had been so absorbed flew off the table next to him and landed on the floor. He didn't bother to look at it, not wanting to spoil the moment by looking at the burst of light fired from Helen Magnus's gun into his mother's chest.

**Please review, Pretty pretty please!**


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